Caredx SEC Filings

CareDx, Inc. President and CEO John Walter Hanna Jr. reported a sale of company stock. On January 15, 2026, he sold 10,156 shares of CareDx common stock in an open-market transaction coded as a sale. The shares were sold at a weighted average price of $21.052 per share, with individual trade prices ranging from $21.00 to $21.18.

The sale was carried out under a pre-arranged Rule 10b5-1 trading plan that he adopted on December 13, 2024, which is designed to allow insiders to sell shares according to a preset schedule. After this transaction, he beneficially owned 616,885 shares of CareDx common stock directly.

A stockholder of CareDx (CDNA) has filed a notice of a planned sale of 29,636 shares of common stock under Rule 144. The planned sale is to be executed through Morgan Stanley Smith Barney LLC on or around 01/15/2026 on the NASDAQ market, with an aggregate market value of $602,203.52 based on the price used in the notice.

The shares to be sold were acquired from the issuer as restricted stock units on 04/15/2025, in the same amount of 29,636 shares. The notice indicates that there were 51,432,639 shares of the issuer’s common stock outstanding, giving context for the size of the planned sale relative to the total share count.

CareDx, Inc. filed a current report to furnish a press release announcing its preliminary unaudited financial results for the quarter and year ended December 31, 2025. The press release, dated January 12, 2026, is included as Exhibit 99.1 to the report and is incorporated by reference.

The company states that this information is being furnished under the rules for current reports and is not deemed “filed” for purposes of certain liability provisions of the Exchange Act, nor automatically incorporated into other Securities Act or Exchange Act filings unless specifically referenced.

CareDx, Inc. director Michael Goldberg reported receiving an automatic quarterly grant of common stock as part of his non-employee director compensation. On January 6, 2026, he was awarded 1,492 shares of CareDx common stock at a reported price of $0 per share, reflecting equity paid in lieu of cash fees under the company’s Outside Director Compensation Policy. Following this grant, he beneficially owned 157,461 shares of CareDx common stock held directly.

CareDx, Inc. reports that a U.S. federal court has granted preliminary approval of a proposed settlement of a shareholder derivative lawsuit titled Edelman, et al. v. Bickerstaff, et al. The company previously reached an agreement in principle to resolve this case, and on December 9, 2025, the U.S. District Court for the Northern District of California issued an order preliminarily approving the settlement.

The Court also approved the form of notice to shareholders and scheduled a hearing on June 30, 2026 to consider whether to grant final approval of the proposed settlement. CareDx has filed the notice of pendency and proposed settlement and the full stipulation and agreement of compromise, settlement, and release as exhibits to this report.

CareDx, Inc. is updating how shareholders elect its directors. The board amended and restated the company’s bylaws to replace the prior plurality standard with a majority voting standard for uncontested director elections. A director nominee will now be elected only if the votes cast “for” exceed the votes cast “against,” while abstentions and broker non-votes are not counted as votes cast. In contested elections, the company will continue to use a plurality standard.

The board also adopted a director resignation policy. Any incumbent director in an uncontested election who does not receive at least a majority of the votes cast must promptly submit their resignation. The Governance and Nominating Committee will review the resignation and make a recommendation, and within 90 days after certification of the election results the board will decide whether to accept it and publicly disclose its decision.

CareDx (CDNA): The company’s Secretary and General Counsel reported an open-market sale of common stock. On 11/07/2025, the insider sold 2,688 shares at an average price of $15.5219 (code S). Following the transaction, the insider beneficially owns 105,218 shares, held directly. The sale was executed under a Rule 10b5-1 trading plan adopted on September 4, 2025.

CareDx (CDNA) insider filing: The company’s Secretary and General Counsel reported an automatic share withholding tied to restricted stock unit vesting. On 11/06/2025, 2,152 shares of common stock were withheld at $15.01 under transaction code F to satisfy tax obligations, as stated in the footnote. Following this administrative transaction, the insider beneficially owns 107,906 shares, held directly.

CareDx, Inc. filed a Form S-8 to register common stock for employee equity plans. The filing registers 1,600,000 additional shares of common stock issuable under the CareDx, Inc. 2024 Equity Incentive Plan (as amended) and 350,000 shares issuable under the CareDx, Inc. 2025 Inducement Equity Incentive Plan.

The company incorporates by reference its Annual Report on Form 10-K for the year ended December 31, 2024 and subsequent Exchange Act reports. The filing also outlines Delaware-law indemnification provisions for directors and officers and includes customary exhibits such as the legal opinion, auditor consent, the inducement plan, and the filing fee table.